<PAGE>   1
                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                    FORM 10-Q


[MARK ONE]

[X]      QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
         EXCHANGE ACT OF 1934

                  For the quarterly period ended MARCH 31, 2001

                                       OR

[ ]      TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
         EXCHANGE ACT OF 1934

                 For the transition period from        to
                                                ------   ------

                           Commission File No. 0-22195

                               AHL SERVICES, INC.
             (Exact name of registrant as specified in its charter)

          GEORGIA                                                58-2277249
-------------------------------                              -------------------
(State or other jurisdiction of                               (I.R.S. Employer
Incorporation or organization)                               Identification No.)


3353 Peachtree Road, NE, Atlanta, GA                               30326
----------------------------------------                           -----
(Address of principal executive offices)                         (Zip Code)

Registrant's telephone number, including area code (404) 684-3000
                                                   --------------

                                 Not Applicable
      --------------------------------------------------------------------
      Former name, former address and former fiscal year, if changed since
                                  last report.

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.

                                 Yes [X] No [ ]

Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date: 15,246,792 shares on May 11,
2001.


<PAGE>   2



                               AHL SERVICES, INC.
                                    FORM 10-Q

                                      INDEX

<TABLE>
<CAPTION>
                                                                                      Page No.
                                                                                      --------
<S>            <C>                                                                    <C>
PART I         FINANCIAL INFORMATION

ITEM 1.        Financial Statements

               Condensed Consolidated Balance Sheets (Unaudited)                          1
               March 31, 2001 and December 31, 2000

               Condensed Consolidated Statements of Operations (Unaudited)                2
               Three Months Ended March 31, 2001 and 2000

               Condensed Consolidated Statements of Cash Flows (Unaudited)                3
               Three Months Ended March 31, 2001 and 2000

               Notes to Condensed Consolidated Financial Statements (Unaudited)           4

ITEM 2.        Management's Discussion and Analysis of Financial
               Condition and Results of Operations                                        5

ITEM 3.        Quantitative and Qualitative Disclosures
               About Market Risk                                                         10

PART II        OTHER INFORMATION AND SIGNATURE                                           10

ITEM 6.        Exhibits and Reports on Form 8-K                                          10

SIGNATURE                                                                                11
</TABLE>



<PAGE>   3



PART I - FINANCIAL INFORMATION
ITEM 1 - FINANCIAL STATEMENTS

                               AHL SERVICES, INC.
                      CONDENSED CONSOLIDATED BALANCE SHEETS
                                   (UNAUDITED)
                      (IN THOUSANDS, EXCEPT SHARE AMOUNTS)


<TABLE>
<CAPTION>
                                                                        MARCH 31,               DECEMBER 31,
                           ASSETS                                          2001                     2000
                                                                        ---------               ------------
<S>                                                                     <C>                     <C>
CURRENT ASSETS:
Cash and cash equivalents                                               $   9,309                $  19,926
Accounts receivable, less allowance for doubtful accounts
 of $3,877 and $4,264 in 2001 and 2000, respectively                       58,287                   59,989
Reimbursable customer expenses                                              9,135                   10,777
Work-in-process                                                             4,429                    3,457
Notes receivable, current portion                                           2,000                    2,000
Prepaid expenses and other                                                 11,715                    7,828
Income taxes receivable                                                     5,182                    3,086
Deferred income taxes                                                       2,136                    1,170
                                                                        ---------                ---------
     Total current assets                                                 102,193                  108,233

Property and equipment, net                                                29,721                   27,538
Intangibles, net                                                          211,067                  220,027
Other assets                                                                8,645                    8,700
                                                                        ---------                ---------
                                                                        $ 351,626                $ 364,498
                                                                        =========                =========

                      LIABILITIES AND SHAREHOLDERS' EQUITY

CURRENT LIABILITIES:
Accounts payable                                                        $   8,926                $   5,414
Accrued payroll and other current liabilities                              44,829                   58,590
Current portion of self-insurance reserves                                    398                      406
Current portion of long-term debt                                             132                      160
Contingent consideration payable                                               --                   12,901
                                                                        ---------                ---------
         Total current liabilities                                         54,285                   77,471
                                                                        ---------                ---------

Long-term debt, less current portion                                       85,056                   68,016
                                                                        ---------                ---------
Self-insurance reserves, less current portion                               1,592                    1,624
                                                                        ---------                ---------
Deferred income taxes                                                         893                      967
                                                                        ---------                ---------
Other non-current liabilities                                                 649                      680
                                                                        ---------                ---------
Deferred purchase price                                                    10,000                   10,000
                                                                        ---------                ---------

SHAREHOLDERS' EQUITY:
Common stock, $.01 par value; 50,000,000 shares
  authorized, 17,427,392 and 17,409,892 shares issued
  and outstanding, respectively                                               175                      175
Preferred stock, no par value; 5,000,000 shares
 authorized, no shares outstanding                                             --                       --
Shares held in treasury (2,093,100 shares in 2001 and
  1,920,600 shares in 2000)                                               (19,354)                 (17,665)
Paid-in capital                                                           177,011                  176,836
Retained earnings                                                          47,314                   48,648
Foreign currency translation adjustment                                    (5,995)                  (2,254)
                                                                        ---------                ---------
     Total shareholders' equity                                           199,151                  205,740
                                                                        ---------                ---------
                                                                        $ 351,626                $ 364,498
                                                                        =========                =========
</TABLE>

The accompanying notes are an integral part of these condensed consolidated
financial statements.


                                       1
<PAGE>   4


                               AHL SERVICES, INC.
                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (UNAUDITED)
                    (IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)





<TABLE>
<CAPTION>
                                                                        THREE MONTHS ENDED
                                                                             MARCH 31,
                                                                    ----------------------------
                                                                      2001                2000
                                                                    --------           ---------

<S>                                                                 <C>                <C>
Revenues                                                            $ 91,287           $ 109,693
Cost of services                                                      56,056              65,777
                                                                    --------           ---------
Gross margin                                                          35,231              43,916
Operating expenses:
  Field operating                                                     28,506              32,714
  Corporate, general and administrative                                1,611               1,550
  Depreciation and amortization                                        3,382               3,632
  Final PIMMS severance costs                                          2,523                  --
                                                                    --------           ---------
Operating income (loss)                                                 (791)              6,020
  Interest expense, net                                                1,509               1,934
                                                                    --------           ---------
  Income (loss) from operations before income taxes                   (2,300)              4,086
    Income tax provision (benefit)                                      (966)              1,726
                                                                    --------           ---------
  Income (loss) from operations                                       (1,334)              2,360
  Discontinued operations - US and European aviation
    and facility services businesses:
    Loss from discontinued operations, net of taxes                       --              (2,071)
                                                                    --------           ---------
  Net income (loss)                                                 $ (1,334)          $     289
                                                                    ========           =========

  Earnings per share:
  Income (loss) from operations
     Basic                                                          $  (0.09)          $    0.14
                                                                    ========           =========
     Diluted                                                        $  (0.09)          $    0.14
                                                                    ========           =========
  Loss from discontinued operations, net of taxes
     Basic                                                          $     --           $   (0.12)
                                                                    ========           =========
     Diluted                                                        $     --           $   (0.12)
                                                                    ========           =========
  Net income (loss) per common and common equivalent share
     Basic                                                          $  (0.09)          $    0.02
                                                                    ========           =========
     Diluted                                                        $  (0.09)          $    0.02
                                                                    ========           =========

   Weighted average common and common equivalent shares:
     Basic                                                            15,386              16,475
                                                                    ========           =========
     Diluted                                                          15,386              17,107
                                                                    ========           =========
</TABLE>

         The accompanying notes are an integral part of these condensed
consolidated financial statements.


                                       2
<PAGE>   5



                               AHL SERVICES, INC.
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)
                                 (IN THOUSANDS)




<TABLE>
<CAPTION>
                                                                                 THREE MONTHS ENDED
                                                                                     MARCH 31,
                                                                              -------------------------
                                                                                2001             2000
                                                                              --------         --------

<S>                                                                           <C>              <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
 Net income (loss)                                                            $ (1,334)        $    289
 Adjustments to reconcile net income (loss) to net cash provided by
 (used in) operating activities:
     Depreciation and amortization                                               3,382            5,340
     Changes in current assets and liabilities, net of assets of
       acquired/divested businesses                                             (5,455)           5,711
                                                                              --------         --------
     Net cash provided by (used in) operating activities                        (3,407)          11,340
                                                                              --------         --------
CASH FLOWS FROM INVESTING ACTIVITIES:
Contingent acquisition consideration paid                                      (12,901)          (3,235)
Purchases of property and equipment                                             (3,545)          (2,964)
Transaction expenses paid on the sale of the US and European aviation
  and facility services businesses                                              (9,523)              --
Other activities, net                                                           (1,000)              --
                                                                              --------         --------
     Net cash used in investing activities                                     (26,969)          (6,199)
                                                                              --------         --------
CASH FLOWS FROM FINANCING ACTIVITIES:
Net borrowings under credit facility                                            21,155            8,388
Treasury stock purchases                                                        (1,689)         (10,094)
                                                                              --------         --------
     Net cash provided by (used in) financing activities                        19,466           (1,706)
Effect of exchange rates on cash and cash equivalents                              293             (321)
                                                                              --------         --------
Net change in cash and cash equivalents                                        (10,617)           3,114
Cash and cash equivalents at beginning of period                                19,926            9,527
                                                                              --------         --------
Cash and cash equivalents at end of period                                    $  9,309         $ 12,641
                                                                              ========         ========

CASH PAID DURING THE PERIOD FOR:
Interest                                                                      $  1,734         $  4,421
                                                                              ========         ========
Income taxes                                                                  $  1,130         $    745
                                                                              ========         ========
</TABLE>

         The accompanying notes are an integral part of these condensed
consolidated financial statements.


                                       3
<PAGE>   6


                               AHL SERVICES, INC.
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                 MARCH 31, 2001
                                   (UNAUDITED)

1.       SUMMARY OF PRESENTATION - The condensed consolidated financial
         statements included herein have been prepared by AHL Services, Inc.
         ("AHL" or the "Company"), without audit, pursuant to the rules and
         regulations of the Securities and Exchange Commission. Certain
         information and footnote disclosures normally included in financial
         statements prepared in accordance with generally accepted accounting
         principles have been condensed or omitted pursuant to such rules and
         regulations, although the Company believes that the disclosures are
         adequate to make the information not misleading. In the opinion of
         management, the condensed consolidated financial statements contain all
         adjustments necessary to present fairly the financial position of the
         Company as of March 31, 2001 and the results of its operations and its
         cash flows for the three months ended March 31, 2001 and 2000. All such
         adjustments are of a normal recurring nature. The results of operations
         for the three months ended March 31, 2001 are not necessarily
         indicative of the results to be expected for the year ended December
         31, 2001. For further information, refer to the consolidated financial
         statements and footnotes thereto for the year ended December 31, 2000
         included in the Company's Annual Report on Form 10-K for such period.

2.       DIVESTITURES AND ABANDONMENTS- On December 29, 2000, wholly-owned
         subsidiaries of AHL sold the stock in the Company's subsidiaries
         Argenbright Security, Inc. and The ADI Group Limited, AHL's U.S. and
         European aviation and facility services businesses, for $185 million in
         cash to Securicor plc., a business services company headquartered in
         the United Kingdom. The final purchase price is subject to adjustment
         within a range of $175 to $210 million based on 2001 actual performance
         of the U.S. aviation and facility services businesses.

         On October 13, 2000, AHL sold the assets of its U.S. industrial
         staffing business to an investor group led by the president of AHL's
         Baltimore staffing operation for $22.5 million.

         On December 28, 2000, AHL made the decision to abandon operations of
         its store set-up business unit, formerly called PIMMS. A comprehensive
         strategic review of the unprofitable store set-up business indicated
         AHL has more attractive options, and that the store set-up business did
         not meet criteria for continued investment. The store set-up business
         had become more project-driven than anticipated with increasing surge
         capacity requirements and difficulties in forecasting utilization
         rates. To become a profitable business would require significant
         additional investment to develop geographic density and maintain a
         national infrastructure. As a result of this decision, the Company
         recorded $66.7 million in impairment and other related costs in
         December 2000. The Company finalized the closure of the PIMMS business
         unit on March 16, 2001, and recorded a final charge for the related
         severance expense of $2.5 million in the first quarter of 2001.

         Reported results from operations include the continuing marketing
         services and European specialized staffing services businesses as well
         as the divested U.S. industrial staffing business for the first quarter
         of 2000 and the abandoned PIMMS store set-up business for the first
         quarter of 2000 and for the period January 1, 2001 through March 16,
         2001. The results of the aviation and facility services businesses for
         the first quarter of 2000 have been presented as discontinued
         operations.


                                       4
<PAGE>   7

3.       BUSINESS SEGMENT INFORMATION - The following table presents information
         regarding the Company's operating segments (in thousands):


<TABLE>
<CAPTION>
                                                                   THREE MONTHS ENDED
                                                                        MARCH 31,
                                                              ----------------------------

                                                                              Operating
                                                              Revenues       income (loss)
                                                              --------       -------------

             <S>                                              <C>            <C>
             2001
             ----
             Marketing services                               $ 37,874          $ 1,072
             Specialized staffing services                      53,413            2,374
             Final PIMMS severance costs                            --           (2,523)
             Corporate and other                                    --           (1,714)
                                                              --------          -------
                                                              $ 91,287          $  (791)
                                                              ========          ========

             2000
             ----
             Marketing services                               $ 50,449          $ 2,637
             Specialized staffing services                      59,244            5,044
             Corporate and other                                    --           (1,661)
                                                              --------          -------
                                                              $109,693          $ 6,020
                                                              ========          =======
</TABLE>


4.       COMPREHENSIVE INCOME - Other comprehensive income includes only foreign
         currency translation adjustments. The calculation of other
         comprehensive income (loss) is as follows (in thousands):

<TABLE>
<CAPTION>
                                                      THREE MONTHS ENDED
                                                           MARCH 31,
                                                     --------------------

                                                       2001          2000
                                                     -------         ----

            <S>                                      <C>             <C>
            Net income (loss)                        $(1,334)        $289
            Other comprehensive income (loss)         (3,741)         605
                                                     -------         ----
            Comprehensive income (loss)              $(5,075)        $894
                                                     =======         ====
</TABLE>


ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
         OF OPERATIONS

RESULTS OF OPERATIONS - THREE MONTHS ENDED MARCH 31, 2001 AND 2000

Reported results from continuing operations include the marketing services
businesses in the United States, specialized staffing services businesses in the
United Kingdom and Germany and the divested U.S. industrial staffing business
and the abandoned PIMMS store set-up business through the dates of divestiture
and abandonment, respectively.

Revenues decreased $18.4 million, or 17%, to $91.3 million for the first quarter
of 2001 from $109.7 million for the first quarter of 2000. Revenues for the
first quarter of 2001 included $918,000 for the abandoned PIMMS operation.
Revenues for the first quarter of 2000 included $22.4 million for the sold U.S.
industrial staffing business and the abandoned PIMMS operation. Excluding these
business units, revenues for the first quarter of 2001 increased $3.1 million,
or 4%. Revenues for the first quarter of 2001 were negatively impacted, as
compared to the revenues for the first quarter of 2000, by approximately $5.4
million due to the effect of the decline in foreign currencies versus the U.S.
dollar, primarily the British pound and the Euro/German mark. The revenue
increase of 10%, after adjusting for the impact of foreign currency rates and
excluding the divested and abandoned business units, was primarily due to the
continued growth of the European specialized staffing business driven by the
opening of 10 additional branches during fiscal 2000, by two small acquisitions
during fiscal 2000 which have been fully


                                       5
<PAGE>   8
integrated, and by strong demand for skilled staffing for the Company's
automotive industry clients in Europe. The Company has invested in opening seven
new branches in Europe in the first quarter of 2001, which is typically the
slowest quarter of the year, in anticipation of the seasonally strong third
quarter of the year. Revenues for the marketing services division during the
first quarter of 2001 were below the same period of the prior year due to two
large one-time marketing promotion projects for two consumer fulfillment
customers in 2000. Excluding those two one-time projects, revenues increased 5%
primarily due to growth in revenues from the Company's customer service and
trade fulfillment services customers.

Cost of services represents the direct costs attributable to a specific
contract, predominantly wages and related benefits, as well as certain related
expenses such as workers' compensation and other direct labor-related expenses.
Cost of services decreased $9.7 million, or 15%, to $56.1 million for the first
quarter of 2001 from $65.8 million for the first quarter of 2000. Cost of
services for the first quarter of 2001 included $389,000 for the abandoned PIMMS
operation. Cost of services for the first quarter of 2000 included $16.1 million
for the sold U.S. industrial staffing business and the abandoned PIMMS
operation. Excluding these business units, costs of services increased $6.0
million, or 12%. As a percentage of revenues, cost of services increased to
61.6% for the first quarter of 2001 from 57.0% for the first quarter of 2000.
This increase was primarily due to the effect of the growth of the Company's
European specialized staffing services business in the first quarter of 2001,
which historically has a higher cost of services than the Company's marketing
services businesses.

Gross margin decreased $8.7 million, or 20%, to $35.2 million for the first
quarter of 2001 from $43.9 million for the first quarter of 2000. Gross margin
for the first quarter of 2001 included $529,000 for the abandoned PIMMS
operation. Gross margin for the first quarter of 2000 included $6.4 million for
the sold U.S. industrial staffing business and the abandoned PIMMS operation.
Excluding these business units, gross margin decreased $2.8 million, or 8%. As a
percentage of revenues, gross margin decreased to 38.4% for the first quarter of
2001 from 43.0% for the first quarter of 2000, due to the growth of the
Company's European specialized staffing services business in the first quarter
of 2001, which historically has a higher cost of services than the Company's
marketing services businesses.

Field operating expenses represent expenses which directly support field and
facility operations, such as field management, facility expenses (such as rent,
utilities and communication costs), equipment leasing, maintenance and local
sales and marketing activities. These expenses decreased $4.2 million, or 13%,
to $28.5 million for the first quarter of 2001 from $32.7 million for the first
quarter of 2000. Field operating expenses for the first quarter of 2001 included
$506,000 for the abandoned PIMMS operation. Field operating expenses for the
first quarter of 2000 included $4.8 million for the sold U.S. industrial
staffing business and the abandoned PIMMS operation. Excluding these business
units, field operating expenses increased $74,000. As a percentage of revenues,
field operating expenses decreased to 31.0% for the first quarter of 2001 as
compared to 32.0% for the first quarter of 2000, due to better leveraging of
field operations, primarily due to consolidation of facilities for the marketing
services division.

Corporate, general and administrative expenses, which include the cost of
services the Company provides to support and manage its field operations and
facilities, increased $61,000, or 4%, to $1.6 million for the first quarter of
2001 from $1.5 million for the first quarter of 2000. As a percentage of
revenues, excluding the sold U.S. industrial staffing business and the abandoned
PIMMS operation, these expenses remained constant at 1.8% for the first quarter
of 2001 and 2000.


                                       6
<PAGE>   9

Depreciation and amortization decreased $250,000, or 7%, to $3.4 million for the
first quarter of 2001 from $3.6 million for the first quarter of 2000.
Depreciation and amortization for the first quarter of 2000 included $807,000
for the sold U.S. industrial staffing business and the abandoned PIMMS
operation. Excluding these business units, depreciation and amortization
increased $557,000, or 20%, primarily due to the additional amortization in 2001
related to the ServiceAdvantage acquisition earn-out of $12.9 million paid on
January 2, 2001. As a percentage of revenues, depreciation and amortization was
3.7% for the first quarter of 2001 and 3.2% for the first quarter of 2000.

Final PIMMS severance costs represent severance costs related to the abandonment
of the PIMMS operation. In December 2000, AHL committed to discontinue
operations of its store set-up business unit, formerly called PIMMS. A
comprehensive strategic review of the unprofitable store set-up business
indicated AHL had more attractive options and that the store set-up business did
not meet criteria for continued investment. The store set-up business had become
more project driven than anticipated with increasing surge capacity requirements
and difficult-to-forecast utilization rates. To become a profitable business
would require significant additional investment to develop geographic density
and maintain a national infrastructure. The Company recorded $66.7 million in
impairment and other related costs in December 2000. The Company completed the
closing of the PIMMS operation on March 16, 2001. The Company took a final
charge for the related severance expense of $2.5 million for the first quarter
of 2001.

Operating income (loss) decreased $6.8 million to an operating loss of $791,000
for the first quarter of 2001 from operating income of $6.0 million for the
first quarter of 2000. The operating loss for the first quarter of 2001 included
a $2.5 million charge for the abandoned PIMMS operation. The operating income
for the first quarter of 2000 included a loss of $443,000 for the abandoned
PIMMS operation and operating income of $1.2 million for the sold U.S.
industrial staffing business. Excluding these business units, operating income
decreased $3.5 million, or 67%, primarily as a result of the decrease in gross
margin discussed above. As a percentage of revenues, operating income was 1.9%
for the first quarter of 2001 as compared to 6.0% for the first quarter of 2000.

Interest expense, net, represents the interest on the outstanding debt of the
Company allocated to the continuing operations net of the interest income
received on the notes received by the Company as partial consideration for the
sold U.S. industrial staffing business. Interest expense, net, decreased
$425,000, or 22%, to $1.5 million for the first quarter of 2001 from $1.9 for
the first quarter of 2000. This decrease was due to the decrease in the
outstanding debt balance in the first quarter of 2001 compared to the first
quarter of 2000 and the interest income recorded on the notes receivable in the
first quarter of 2001 from the October 2000 sale of the U.S. industrial staffing
business. As a percentage of revenues, interest expense, net, was 1.7% for the
first quarter of 2001 as compared to 2.2% for the first quarter of 2000.

Income tax provision (benefit) decreased $2.7 million to a benefit of $1.0
million for the first quarter of 2001 from a provision of $1.7 million for the
first quarter of 2000. The Company provided for income taxes at a rate of 42.0%
for the first quarter of 2001 and 42.2% for the first quarter of 2000.

On December 29, 2000, AHL sold its U.S. and European aviation and facility
services businesses for $185 million in cash to Securicor plc., a business
services company headquartered in the United Kingdom. The final purchase price
is subject to adjustment within a range of $175 to $210 million based on 2001
actual performance of the U.S. aviation and facility services businesses. As a
result of this sale, the Company recorded an $80.1 million pre-tax gain in
December 2000. The loss from discontinued operations of $2.1 million for the


                                       7
<PAGE>   10

first quarter of 2000 include the results of operations for these businesses,
net of the applicable interest expense and taxes.

Net income decreased $1.6 million to a net loss of $1.3 million for the first
quarter of 2001 from net income of $289,000 for the first quarter of 2000,
due to the reasons discussed above.

LIQUIDITY AND CAPITAL RESOURCES

Cash used in operating activities was $3.4 million for the first quarter of 2001
compared to cash provided by operating activities of $11.3 million for the first
quarter of 2000. This decrease in cash provided by operating activities was
primarily the result of a change of $11.2 million in working capital due to an
increase in days outstanding for accounts receivable and the timing of payments
of accounts payable and accrued expenses due to the change in revenue mix by
business unit, and by a $3.6 million decrease in net income before depreciation
and amortization as a result of the divestiture and abandonment of several
business units. Cash used in investing activities for the first quarter of 2001
was $27.0 million compared to $6.2 million for the first quarter of 2000. The
cash used in investing activities for the first quarter of 2001 was primarily
due to the acquisition consideration paid for the ServiceAdvantage earn-out of
$12.9 million, the payment of $9.5 million in transaction expenses on the sale
of the US and European aviation and facility services businesses, and additions
to property and equipment. The use of cash for investing activities for the
first quarter of 2000 was principally a result of acquisition consideration paid
for a UK Staffing business earn-out and additions to property and equipment.
Cash provided by financing activities for the first quarter of 2001 was $19.5
million compared to cash used in financing activities of $1.7 million for the
first quarter of 2000. During these periods, net borrowings under the credit
facility were offset by the Company's share repurchase program. The Company
repurchased 172,500 shares of its common stock in the first quarter of 2001 for
$1.7 million. The Company repurchased 935,600 shares of its common stock in the
first quarter of 2000 for $10.1 million.

Capital expenditures were $3.5 million and $3.2 million for the first quarter of
2001 and 2000, respectively. Historically, capital expenditures have been, and
future expenditures are anticipated to be, primarily to support expansion of
AHL's marketing services business' facilities and computer systems. AHL's
capital expenditures over the next several years, as a percentage of its
revenues, excluding revenues from discontinued operations, are expected to be
generally consistent with those of the most recent fiscal year.

The Credit Facility allowed the Company to repurchase up to $20.0 million of its
common stock. Through March 31, 2001, the Company repurchased 2,093,100 shares
at an average price of $9.25 per share. For the period April 1, 2001 through
April 19, 2001, the Company repurchased an additional 87,500 shares at an
average price of $7.39 per share and completed the $20.0 million share
repurchase program.

AHL believes that funds generated from operations, together with existing cash
and borrowings under the Credit Facility, will be sufficient to finance its
current operations, planned capital expenditure requirements and internal growth
for at least the next 12 months. If AHL were to make a significant acquisition
for cash, it may be necessary for AHL to obtain additional debt or equity
financing.


                                       8
<PAGE>   11


FORWARD-LOOKING STATEMENTS

Certain statements made in this report, and other written or oral statements
made by or on behalf of AHL, may constitute "forward-looking statements" within
the meaning of the federal securities laws. When used in this report, the words
"believes," "expects," "estimates" and similar expressions are intended to
identify forward-looking statements. Statements regarding future events and
developments and AHL's future performance, as well as its expectations, beliefs,
plans, estimates or projections relating to the future, are forward-looking
statements within the meaning of these laws. Examples of such statements in this
report include descriptions of its plans with respect to developing the two
business lines, expectations relating to future acquisitions and its continuing
growth. All forward-looking statements are subject to certain risks and
uncertainties that could cause actual events to differ materially from those
projected. Management believes that these forward-looking statements are
reasonable; however, you should not place undue reliance on such statements.
These statements are based on current expectations and speak only as of the date
of such statements. AHL undertakes no obligation to publicly update or revise
any forward-looking statement, whether as a result of future events, new
information or otherwise.

The following are some of the factors that could cause AHL's actual results to
differ materially from the expected results described in AHL's forward-looking
statements:

         -        AHL's ability to manage a business that has been growing both
                  internally and through acquisitions, and management's ability
                  to identify acceptable acquisition candidates, finance or
                  complete acquisitions on favorable terms and integrate
                  acquired businesses;

         -        the exposure of AHL's international operations to special
                  risks, including trade barriers; risks of increases in duties,
                  taxes and governmental royalties; social and severance costs;
                  exchange controls; changes in laws and policies governing
                  operations of foreign-based companies; national and regional
                  labor strikes; political risks and risks of the new single
                  European currency;

         -        the impact of competition, including competition for labor and
                  in other important aspects of AHL's business. AHL's primary
                  competitors include outsourcing companies, specialized
                  contract service providers and in-house organizations that
                  provide services to potential clients and third parties. AHL's
                  business is extremely competitive and highly fragmented;

         -        AHL's historical reliance on certain major clients;

         -        the unfavorable outcome of any possible pending litigation,
                  disputes or claims against AHL; and

         -        general economic conditions which affect the overall level of
                  economic activity.


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<PAGE>   12


ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK


FOREIGN CURRENCY RISK

A substantial amount of AHL's revenues are received, and operating costs are
incurred, in foreign currencies (primarily the British pound and the Euro/German
mark), with a significant amount of operating income being derived from
operations in the United Kingdom and Germany. The denomination of foreign
subsidiaries' account balances in their local currency exposes AHL to certain
foreign exchange rate risks. AHL addresses the exposure by financing most
working capital needs in the applicable foreign currencies. AHL has not engaged
in hedging transactions to reduce exposure to fluctuations in foreign currency
exchange rates.


INTEREST RATE RISK

The Company maintains a credit facility, an interest rate swap agreement and
other long-term debt which subjects the Company to the risk of loss associated
with movements in market interest rates. The Company's credit facility had a
balance outstanding at March 31, 2001, of $84.3 million, which was at a variable
rate of interest. In order to hedge against increasing European interest rates,
effective October 6, 1998, the Company entered into a four-year interest rate
swap agreement in the notional amount of $30.0 million to offset a portion of
the floating interest rate risk. On May 14, 1999, this swap agreement was
replaced with a three-year interest rate swap agreement with a notional amount
of approximately $45.0 million. On January 31, 2000, the Company entered into an
additional interest rate swap agreement in the notional amount of approximately
$15.0 million. On November 1, 2000, these interest rate swap agreements were
replaced with a one-year agreement in the notional amount of Euro 61.6 million
at a fixed rate of 4.63% plus the applicable margin. The fair value of the
interest rate swap agreement at March 31, 2001, was not material. A change in
the prevailing interest rates of 10% would result in a change in the total fair
value of long-term debt of approximately $430,000. Fair values were determined
from discounted cash flows.


PART II - OTHER INFORMATION AND SIGNATURE

Item 6 - Exhibits and Reports on Form 8-K

         (a)       Exhibits:

<TABLE>
<CAPTION>
                          Exhibit        Description
                          -------        -----------
                          Number
                          ------
                          <S>            <C>

                            11           Computation of Earnings Per Share
</TABLE>

         (b)      Reports on Form 8-K:

No reports on Form 8-K were filed during the quarter ended March 31, 2001.


                                       10
<PAGE>   13



SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.

                                          AHL SERVICES, INC.
                                          (REGISTRANT)

Date: May 14, 2001                        By: /s/ Ronald J. Domanico
                                             ----------------------------
                                             Ronald J. Domanico
                                             Executive Vice President and
                                             Chief Financial Officer


                                       11